Secure Trust Bank PLC
14 September 2016
Secure Trust Bank PLC ("Secure Trust" or the "Company")
Notification of proposed AIM cancellation and Admission to the Official List
Further to the statement made in the Company's interim results announcement on 19 July 2016, the Company confirms its intention to apply for admission to listing of its ordinary shares on the premium segment of the Official List of the UK Listing Authority (the "Official List") and admission to trading on the London Stock Exchange plc's ("LSE") main market for listed securities (the "Main Market") (together, "Admission"). Pursuant to Rule 41 of the AIM Rules for Companies, the Company hereby gives notice of the intended cancellation of trading of its shares on the AIM market of the LSE ("AIM").
The directors of the Company (the "Directors") believe that Admission will help unlock substantial potential by providing the Group with a more liquid market and a greater range of potential investors for its shares as well as raise its corporate profile and brand awareness. The Directors believe that, as the Group has increased in scale, a Main Market listing is more appropriate for the Group.
As previously announced by the Company, subject to regulatory approval and following Admission, Lord Forsyth will become the Chairman of the board of directors (the "Board") and Sir Henry Angest will become a Non-Executive Director. The Board also expects to appoint additional independent Non-Executive Directors to the Board following Admission.
The Company is not raising any funds or issuing any new shares in connection with Admission. No shares will be offered or marketed to the public in the UK or elsewhere in connection with Admission or the publication of the related prospectus. The Company's shares will continue to be registered with their existing ISIN number GB00B6TKHP66 and SEDOL number B6TKHP6. The Company's ticker symbol will continue to be STB.
It is expected that the Company's ordinary shares will be admitted to the Official List and to trading on the Main Market and simultaneously be cancelled on AIM effective at the earliest on or around 12 October 2016, subject to the receipt of the necessary approvals from the UK Listing Authority and the LSE, being at least 20 business days after this announcement. As part of the move to the Official List, the Company is preparing a prospectus which will be issued prior to Admission. The prospectus will, when issued, be made available on the Company's website at www.securetrustbank.com/corporate-information.
Given the proposed move from AIM to the Official List, existing shareholders should consult their own tax advisers as to the tax implications of the Company's move to the Official List.
A further announcement will be made in due course.
Stifel Nicolaus Europe Limited ("Stifel") has been appointed as sponsor in relation to Admission. Stifel, which is regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for the Company and no-one else in connection with Admission and will not regard any other person as a client in relation to Admission and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for advising any other person on the contents of the prospectus or on any other transaction or arrangement referred to in this announcement.
Secure Trust Bank PLC
Paul Lynam, Chief Executive Officer
Neeraj Kapur, Chief Financial Officer
Tel: 020 7012 2400
Stifel Nicolaus Europe Limited
(Sponsor and Broker)
Tel: 020 7710 7600
Canaccord Genuity Limited
(Nomad and Joint broker)
Tel: 020 7665 4500
Dan de Belder
Tel: 020 3772 2500
About Secure Trust Bank PLC
Secure Trust Bank is an established, well funded and capitalised UK retail bank with a 64 year trading track record. Secure Trust Bank operates principally from its head office in Solihull, West Midlands, and had 630 employees (full-time equivalent) as at 30 June 2016. The Group's diversified lending portfolio currently focuses on two sectors (i) Business Finance through its Real Estate Finance, Asset Finance and Commercial Finance divisions and (ii) Consumer Finance through its Personal Lending, Motor Finance and Retail Finance divisions.
As at 30 June 2016 the Group's loans and advances to customers totaled £1,128.3 million, customer deposits totaled £1,042.6 million and the Group's total customer base exceeded 600,000.
This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, the securities referred to herein to any person in any jurisdiction, including the United States, or in any jurisdiction to whom or in which such offer or solicitation is unlawful.
This announcement contains statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. The forward-looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's business, results of operations, financial position, liquidity, prospects, growth and strategies. The forward-looking statements speak only as of the date they are made and cannot be relied upon as a guide to future performance and each of the Company, Stifel and their respective directors, officers, employees, agents, affiliates or advisers expressly disclaim any obligation to supplement, amend, update or revise any of the forward-looking statements made herein, except where it would be required to do so under applicable law.
Certain figures contained in this announcement, including financial information, have been subject to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in this announcement may not conform exactly with the total figure given.
This information is provided by RNS